General Use Restrictions:
In Tolam’s efforts to promote good citizenship within the Internet community, if Tolam becomes aware of inappropriate use of the Website or any of its Services (defined below), Tolam will respond in any way that, in its sole discretion, Tolam deems appropriate. You acknowledge that Tolam will have the right to report to law enforcement authorities any actions that might be considered illegal, as well as any reports it receives of such conduct. When requested, Tolam will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity on the Internet.
You are solely responsible for the photos, profiles (including your name, image, and likeness), reviews, messages, notes, text, information and other content that you upload, publish or display (hereinafter, “post”) on or through this Website, or transmit to or share with other users (collectively the “User Content”). You may not post, transmit, or share User Content on the website that you did not create or that you do not have permission to post. You understand and agree that Tolam may, but is not obligated to, review the website and may delete or remove (without notice) any website content or User Content in its sole discretion, for any reason or no reason, including User Content that in the sole judgment of Tolam violates this provision, or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the website or provide to Tolam. You agree that under no circumstances will Tolam be liable in any way for any loss or damage to any content or photos you post, e-mail, or otherwise make available to Tolam.
When you post User Content to the website, you authorize and direct Tolam to make such copies thereof as Tolam deems necessary in order to facilitate the posting and storage of the User Content on the website. By posting User Content to any part of this website, you automatically grant, and you represent and warrant that you have the right to grant to Tolam an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose, commercial, advertising, or otherwise, on or in connection with this Website or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. Tolam reserves the right to modify, translate, republish, reproduce, and/or distribute any and all User Content and photos submitted through the website.
In connection with User Content, you further agree that you will not: (i) submit or upload material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant Tolam all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage Tolam or any third party; (iii) submit material that is unlawful, obscene, abusive, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; (v) create or submit unwanted email (“Spam”); or (vi) impersonate another person. Tolam does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any User Content. Tolam does not permit copyright infringing activities and infringement of intellectual property rights in connection with the Services, and Tolam will remove all Content and User Content if properly notified that such Content or User Content infringes on another’s intellectual property rights. Tolam may terminate your access to the website if you are determined to be a repeat infringer. A repeat infringer is anyone who has been notified of infringing activity more than once and/or has had any User Content removed from the website more than twice. Tolam also reserve the right to decide whether Content or User Content is appropriate and complies with these Terms for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. Tolam may remove such User Content and/or terminate your access for uploading such material in violation of these Terms at any time, without prior notice and at Tolam’s sole discretion.
By visiting Tolam’s Website, downloading the information offered and tracked through this Website and/or purchasing products from us, you engage in our services (collectively “Services”) and agree to be bound by these terms and conditions, including those additional terms and conditions and policies referenced herein and available by hyperlink. These Terms apply to all users of the site, including without limitation users who are browsers, vendors, customers and merchants.
By agreeing to these Terms, you represent that you are at least the age of majority in your state or location of residence, or alternatively, that you are a parent or guardian of a minor under the age of majority in your state or location of residence for whom you take full responsibility for their compliance with these and have given Tolam your consent to allow any of your minor dependents to use this site.
You may neither use Tolam’s products or Services for any illegal or unauthorized purpose nor may you, in the use of the Services, violate any laws in your jurisdiction (including but not limited to copyright laws). You must not transmit any worms or viruses or any code of a destructive nature to Tolam. A breach or violation of any of the Terms will result in an immediate termination of your Services.
Online Purchase Terms and Payment:
Use of this Website might require you to provide certain registration details, payment or other information to create an account (“Account”). You may view content on the Website without registering, but as a condition of using certain aspects of the Website, you will be required to register with Tolam and select a screen name (“User ID”) and password. You shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms, which may result in immediate termination of your account. You shall not use as a User ID, domain name, or project name any name or term that (i) is the name of another person, with the intent to impersonate that person; (ii) is subject to any rights of another person, without appropriate authorization; or (iii) is offensive, vulgar, or obscene. Tolam reserves the right in its sole discretion to refuse registration of or cancel a User ID, domain name, and project name. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password for the Website. You shall never use another User account and will immediately notify Tolam in writing of any unauthorized use of your account, or other known account-related security breach. You agree that all information you provide to register an Account or otherwise is governed by Tolam’s Privacy Notice. Tolam has the right to disable any Account at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
We comply with the Children’s Online Privacy Protection Act (COPPA) through the verification and consent process when you register for an account. Users under the age of 16 in the European Union or under 13 in all other territories, in order to comply with the Children’s Online Privacy Protection Act (COPPA) and Europe’s General Data Protection Regulation (GDPR) standards, must signify their true age by selecting the “No, I am under 16” in the EU or “No, I am under 13” in all other territories.
Tolam’s Privacy Notice is available at https://Tolam.io/privacy.
Purchases from Tolam
If you order products through this Website or otherwise from Tolam, your order of the products is an offer to purchase the products. Tolam accepts your offer by shipping the products to you. Tolam may decline your offer for any reason, with or without notice to you. The risk of loss and title for all products passes to you upon our delivery of the products to a common carrier, including, but not limited to DHL, FedEx, UPS, or USPS. In the case of a return, you will retain title to any returned products and risk of loss of such products will remain with you until Tolam has received the returned products and confirmed the products to be in their original condition as specified in these Terms.
Third Party Interaction and Links to Third Party Websites
In your use of this Website, you may enter correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or members or sponsors or partners of this Website. Unless otherwise stated, any such correspondence, advertisement, purchase, or promotion, including the delivery of and the payment for goods and/or services, and any other term, condition, warranty, or representation associated with such correspondence, purchase or promotion, is solely between you and the applicable third party. You agree that Tolam has no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party.
Tolam does not endorse or warrant any third-party products or services or the political or personal views of any artist or personality performing at Tolam by virtue of any advertisement, information, material or content.
This Website may be linked to other websites on the World Wide Web that are not under the control of or maintained by Tolam. Such links do not constitute an endorsement by Tolam of any such websites.
You acknowledge that Tolam is providing these links to you only as a convenience, and you agree that Tolam is not responsible for the content or links displayed on such websites to which you may be linked. Your interactions with organizations and/or individuals found on or through the Website are solely between you and such organizations and/or individuals.
You agree that Tolam shall not be responsible or liable for any loss or damage incurred as a result of your dealings with any third-party organizations or individuals. If there is a dispute between participants on this Website, or between users and any third-party, you understand and agree that Tolam is under no obligation to become involved. If you have a dispute with one or more users, you hereby release Tolam from any and all liability associated with such dispute.
Unless otherwise noted, this Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof) (collectively “Contents”), are owned by Tolam, its licensors, or other providers and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. These Terms permit you to use this Website for your personal, non-commercial use only. You may download or copy Contents from our Website for your personal, non-commercial use only. No right, title or interest in any Contents is transferred to you as a result of any such downloading or copying. You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without Tolam’s express written consent. Except as noted above, you may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or exploit in any way any of the Contents or of this Website. Unauthorized use of the Contents is expressly prohibited by law and may result in civil and criminal penalties.
Digital Millennium Copyright Act Complaints
Tolam respects the copyright rights of others, and we ask our advertisers and other third parties to do the same. In appropriate circumstances and at our discretion, we may remove, suspend, terminate access, or take other appropriate action against users or other third parties who infringe or repeatedly infringe the copyright rights of others. Therefore, if you reasonably believe that any Material accessed using this Website or mobile device application contains unauthorized reproductions of your copyrighted work or otherwise infringe an exclusive copyright right, and you reasonably believe it is appropriate to notify us to take any action/and you want us to take any action, then, as required under the Digital Millennium Copyright Act (17 U.S.C. sec. 512), (“DMCA”), you must promptly provide in writing the following information to our Designated Agent: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single on-line site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number and e-mail address; (v) statement that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (vi) a statement that the information in the notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our Designated Agent for Tolam’s Website is as follows:
ESG Marketplace, Inc. d/b/a Tolam Earth
Attn: DMCA Complaints
12140 Woodcrest Executive Dr., #300
St. Louis, MO 63141
ANY NOTICE THAT DOES NOT COMPLY WITH THE REQUIREMENTS OF TITLE 17, UNITED STATES CODE, SECTION 512(C)(3) WILL NOT RECEIVE A RESPONSE. NOTHING IN THIS SECTION IS INTENDED TO EXPAND OR SUPPLEMENT THE LEGAL RIGHTS, PROCEDURES AND REMEDIES AUTHORIZED AND GRANTED UNDER DMCA AND WE DO NOT REPRESENT ANY RELATED UNDERTAKING BY TOLAM NOT OTHERWISE EXPRESSLY REQUIRED BY APPLICABLE LAW.
User Content, Feedback and Other Submissions:
If, at Tolam’s request, you send certain specific submissions or, without a request from Tolam, you send creative ideas, suggestions, creations, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “User Content”), you agree that Tolam may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any User Content that you provide. By communicating the User Content to Tolam, you warrant that you are the originator of the idea and that it does not infringe on the rights of any other person or entity, and you grant Tolam a worldwide, royalty-free, non-exclusive perpetual right and license to use, modify, translate, publish, perform, produce derivative works, and in any other way manifest the submission without any liability, payment, or expense. Further, you acknowledge your understanding that Tolam is in the business of establishing a marketplace for carbon credit offsets and related products and services, and, as such, is constantly developing ideas, features, concepts, technologies, designs, mechanics, and all other elements for the Website and Services and likely has ideas that are similar to or identical to your User Content. Tolam is and shall be under no obligation (1) to maintain any User Content in confidence; (2) to pay compensation for any User Content; or (3) to respond to any User Content.
Tolam may, but has no obligation to, monitor, edit or remove User Content that Tolam determines in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms. You agree that your User Content will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your User Content will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead Tolam or third parties as to the origin of any User Content. You are solely responsible for any User Content you make and its accuracy. Tolam takes no responsibility and assumes no liability for any User Content posted by you or any third party.
Disclaimer of Warranties:
Your use of this Website is at your own risk. This Website may include inaccuracies or errors that may affect the quality of the materials, products, or services offered through the Website. The materials, products offered, or Services offered have not been independently verified or authenticated in whole or in part by Tolam. Tolam does not warrant the accuracy or timeliness of the materials, product, or services offered and ultimately available. Tolam has no liability for any errors or omissions in the materials, or product offerings, whether provided by Tolam or third-parties.
THIS WEBSITE IS PROVIDED TO YOU ON AN “AS IS” AND “WHERE-IS” BASIS, WITHOUT ANY WARRANTY. TOLAM, FOR ITSELF AND ANY THIRD PARTY PROVIDING MATERIALS, SERVICES, OR CONTENT TO THIS WEBSITE, MAKE NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE WEBSITE INCLUDING BUT NOT LIMITED TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY MATERIAL, INFORMATION, PRODUCT, OR SERVICE CONTAINED ON THE WEBSITE. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED. TOLAM WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, ARISING FROM OR CONNECTED WITH THE WEBSITE, INCLUDING BUT NOT LIMITED TO, YOUR USE OF THIS WEBSITE OR YOUR INABILITY TO USE THE WEBSITE, EVEN IF TOLAM HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Inaccuracies or Errors:
The descriptions, pictures and other representations of products or services on this Website may contain inaccuracies and errors. Tolam does not make any warranty or representation with respect to the accuracy or completeness of any such information. Furthermore, the prices and availability of games or products may change without notice to you at any time in Tolam’s or a third party’s sole discretion.
Tolam will not be liable or responsible to you, and will not be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by, or results from acts, or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national or regional emergency, revolution, insurrection, epidemic, pandemics or outbreak of communicable disease, quarantines, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or inability, or delay in obtaining supplies of adequate or suitable materials, or telecommunication breakdown or power outage.
Trademarks and Images
The trademarks, logos, and service marks, including those products denoted with TM, ©, or ®, as well as pictures, graphs, or photographs of products, persons, or other objects (collectively, the “Trademarks and/or Images”) displayed on this Website are registered and unregistered trademarks of Tolam, its affiliates, and third parties. If a Trademark and/or Image is owned by a third party, Tolam or its affiliate has obtained permission from such third party to use the third-party Trademark and/or Image on this Website. Nothing contained in this Website should be construed as granting, by implication, estoppel, or otherwise, any license or right in and to the Trademarks and/or Images without the express written permission of Tolam, its affiliate, or the applicable third party. Your misuse of the Trademarks and/or Images on the Website and in its contents, except as provided in these Terms, is strictly prohibited. You are advised that Tolam will aggressively enforce its intellectual property rights over the Website and its contents to the fullest extent of the law, including the pursuit of criminal sanctions.
In the event that any provision of these Terms is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms. This determination shall not affect the validity and enforceability of any other remaining provisions.
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms are effective unless and until terminated by either you or Tolam. You may terminate these Terms at any time by notifying Tolam that you no longer wish to use our Services, or when you cease using our site.
If, in Tolam’s sole judgment, you fail or Tolam suspects that you have failed, to comply with any term or provision of these Terms, Tolam may terminate this agreement at any time without notice, and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to Tolam’s Services (or any part thereof).
You will not assign any of your rights or delegate any of your obligations under these Terms without Tolam’s prior written consent. Any purported assignment or delegation in violation of this section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
Tolam may provide any notice to you under these Terms by: (i) sending a message to the email address or phone number you provide; or (ii) by posting to this Website. Notices sent by email or text message will be effective when Tolam sends the email and notices Tolam provides by posting will be effective upon posting. Text messaging rates apply to all texts sent to you to the phone number you provide. It is your responsibility to keep your email address current and enable your mobile device to accept text messages.
To give Tolam notice under these Terms, you must contact us by personal delivery, overnight courier, or registered or certified mail to ESG Marketplace, Inc. d/b/a Tolam Earth, 12140 Woodcrest Executive Dr., #300, St. Louis, MO 63141 or by email to support@Tolam.io. Tolam may update the address for notices to Tolam by posting a notice on the Website. Notices provided by personal delivery or email will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.
Tolam’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. These Terms and any policies or operating rules posted by Tolam on this Website or in respect to the Services constitutes the entire agreement and understanding between you and Tolam and governs your use of the Services, superseding any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and Tolam (including, but not limited to, any prior versions of these Terms).
Tolam may revise these Terms at any time without notice by updating this posting. Your continued use of the Website or after such modifications have been made will constitute your acceptance of all revised Terms.
Any action related to these Terms or any dispute under any agreement with Tolam will be governed by the law of the State of Missouri, without regard to the choice or conflicts of law provisions of any jurisdiction. If the parties and their respective representatives cannot otherwise reach a mutually agreeable resolution to a dispute, then the parties agree to submit the dispute to one mutually agreed upon mediator for mediation in St. Louis County, Missouri and the parties shall share, equally, the cost of such mediation. If the dispute cannot be resolved by mediation, you agree to submit to the jurisdiction of the courts located in the State of Missouri, for the resolution of all disputes arising from or related to these Terms and/or your use of the Website. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Website or the Services must be filed within one year after such claim or cause of action arose or be forever barred.
You agree that you will, at your expense, indemnify, defend, settle, and hold Tolam, its affiliates, and its directors, officers, owners, employees, agents, and assigns harmless from and against all claims and expenses, including attorneys’ fees, arising out of your use of this Website, including but not limited to any use of this Website that is not authorized by these Terms and any claim from a third party that your use of this Website violates any applicable law or regulation. In addition, you will pay any judgment awarded against Tolam or any settlement agreed to by you, and any authorized expenses incurred by us. Tolam reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Tolam in asserting any available defenses.
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